What the changes say
- The risk section newly emphasizes SEC scrutiny, internal-control weaknesses, reputation damage and workforce capability needed for AI and other technologies.
- Credit and capital risks now explicitly include negative publicity, tariff uncertainty, recession risks and changing rating-agency methodologies.
- Legal, acquisition, sustainability and global-operating risks were refined with more specific regulatory, transaction-closing and geopolitical concerns.
What changed since the prior 10-K
New
- NewRisks Relating to Our Business
In addition, much of our future success depends on the continued service, availability and integrity of skilled employees, including technical, sales and staff resources. Skilled and experienced personnel in the areas where we compete often are in high demand, and competition for their talents is often intense
Competition for AI, machine learning, software engineering and other scarce skills could limit Kyndryl’s ability to serve customers and grow.
- NewRisks Relating to Our Business
If we are unable to hire or deploy employees with the needed skillsets or at scale to meet customer demand or if we are unable to adequately equip our employees with the skills needed, our business could be adversely affected and we may not be able to meet key objectives to further our growth strategy
Workforce rebalancing, reduced hiring and mismatched skills could leave Kyndryl unable to scale delivery or retain and motivate employees.
- NewRisks Relating to Our Business
Damage to our reputation and negative publicity adversely affects the Company and the price of our common stock
Customer disputes, control failures, cybersecurity incidents, investigations and negative publicity could damage relationships, employee recruitment and Kyndryl’s stock price.
- NewRisks Relating to Our Business
The SEC matter and related events are ongoing, and the timing for their resolution and outcome cannot be predicted
The ongoing SEC investigation into cash management, disclosures and financial controls could bring litigation, financing constraints, regulatory scrutiny and stock volatility.
- NewRisks Relating to Our Business
Material weaknesses in the Company’s internal control over financial reporting have impacted the Company’s ability to maintain an effective system of internal control over financial reporting
Unremediated material weaknesses could undermine confidence in Kyndryl’s financial reporting, delay filings and threaten securities-law or exchange-listing compliance.
Dropped
- DroppedRisks Relating to Our Business
Damage to our reputation could adversely impact our business
Reworded
- 86% rewrittenRisks Relating to Our Business
If we are unable to attract and retain key personnel and other skilled employees, our business could be harmed
The risk now highlights recent senior-management changes and possible further turnover, including effects on strategy, controls and stakeholder confidence.
- 76% rewrittenRisks Relating to Financing and Capital Markets Activities
A lowering or withdrawal of the ratings, outlook or watch assigned to our debt securities by rating agencies may increase our future borrowing costs, reduce our access to capital and adversely impact our financial performance
Rating agencies may react to recessions, tariff uncertainty, credit-market trends or new rating methodologies, replacing the prior emphasis on customer losses below rating thresholds.
- 66% rewrittenRisks Relating to Legal Matters and Regulations
Tax matters could impact our results of operations and financial condition
The discussion now specifically emphasizes geographic income mix and removes several prior examples of tax-rate and accounting changes.
- 56% rewrittenRisks Relating to Legal Matters and Regulations
We are subject to legal proceedings and investigatory risks
The risk now expressly includes regulatory investigations and links them to the separately discussed ongoing SEC matter.
- 51% rewrittenRisks Relating to Financing and Capital Markets Activities
The commercial and credit environment may adversely affect our access to capital
Negative publicity, unfavorable perceptions and lower ratings are newly identified as threats to lender and investor relationships.
- 44% rewrittenRisks Relating to Our Business
Due to our global presence, our business and operations could be adversely impacted by economic, geopolitical, public health and other conditions
The global-risk discussion now cites geopolitical developments, tariff reactions and U.S. government spending reductions as sources of volatility.
- 44% rewrittenRisks Relating to Legal Matters and Regulations
Expectations relating to sustainability-related initiatives and considerations could expose us to potential liabilities, increased costs and reputational harm
The sustainability discussion narrows some listed topics, adds workforce management and responsible supply chains, and retains anti-ESG legal and reputational risks.
Was: Expectations relating to environmental, social and governance initiatives and considerations could expose us to potential liabilities, increased costs and reputational harm
- 43% rewrittenRisks Relating to Our Business
Risks from acquisitions and dispositions include integration challenges, failure to achieve objectives, the assumption of liabilities and higher debt levels
The acquisition risk now details closing-condition failures, including regulatory, financing and material-adverse-change conditions, plus related litigation.
- 41% rewrittenRisks Relating to Our Business
Our business could be adversely impacted if we do not successfully manage and/or develop our relationships with critical suppliers and partners
- 39% rewrittenRisks Relating to Financing and Capital Markets Activities
Our financial performance could be adversely impacted by changes in market liquidity conditions and by customer credit risk on receivables
- 32% rewrittenRisks Relating to Our Business
We may not meet our growth and productivity objectives and maintain our capital allocation strategy
- 23% rewrittenRisks Relating to Our Business
If we are not able to continue addressing and adapting to technological developments and trends that serve customer demands or drive efficiency, our growth plans, market share and financial performance could be negatively affected
- 22% rewrittenRisks Relating to Our Common Stock and the Securities Market
Certain provisions in our Amended and Restated Certificate of Incorporation and Amended and Restated By-Laws and Delaware law may discourage takeovers and limit the power of our stockholders
All 30 risk factors
Headings as the filing states them, in filing order.
Risks Relating to Our Business
- 01An inability to attract new customers, retain existing customers and sell services to customers could adversely impact our revenue and results of operations
- 02We may not meet our growth and productivity objectives and maintain our capital allocation strategy32% rewritten
- 03Competition in the markets in which we operate may adversely impact our results of operations
- 04Our business could be adversely impacted if we do not successfully manage and/or develop our relationships with critical suppliers and partners41% rewritten
- 05If we are not able to continue addressing and adapting to technological developments and trends that serve customer demands or drive efficiency, our growth plans, market share and financial performance could be negatively affected23% rewritten
- 06If we are unable to attract and retain key personnel and other skilled employees, our business could be harmed86% rewritten
- 07In addition, much of our future success depends on the continued service, availability and integrity of skilled employees, including technical, sales and staff resources. Skilled and experienced personnel in the areas where we compete often are in high demand, and competition for their talents is often intenseNew
- 08If we are unable to hire or deploy employees with the needed skillsets or at scale to meet customer demand or if we are unable to adequately equip our employees with the skills needed, our business could be adversely affected and we may not be able to meet key objectives to further our growth strategyNew
- 09Due to our global presence, our business and operations could be adversely impacted by economic, geopolitical, public health and other conditions44% rewritten
- 10Damage to our reputation and negative publicity adversely affects the Company and the price of our common stockNew
- 11If we are unable to accurately estimate the cost of services and the timeline for completion of contracts, the profitability of our contracts may be materially and adversely affected
- 12Service delivery issues could adversely impact our business and operating results
- 13Risks from acquisitions and dispositions include integration challenges, failure to achieve objectives, the assumption of liabilities and higher debt levels43% rewritten
- 14We could be adversely impacted by our business with foreign, state and local government customers
- 15Intellectual property matters could adversely impact our business
- 16The SEC matter and related events are ongoing, and the timing for their resolution and outcome cannot be predictedNew
- 17Material weaknesses in the Company’s internal control over financial reporting have impacted the Company’s ability to maintain an effective system of internal control over financial reportingNew
- 18We may be required to record impairment charges to future earnings if our goodwill or long-lived assets become impaired
Risks Relating to Cybersecurity, Data Governance and Privacy
- 19Cybersecurity, data governance and privacy considerations could adversely impact our business
Risks Relating to Legal Matters and Regulations
- 20Our global operations expose us to numerous and sometimes conflicting legal and regulatory requirements, and violation of these regulations could harm our business
- 21Tax matters could impact our results of operations and financial condition66% rewritten
- 22We are subject to legal proceedings and investigatory risks56% rewritten
- 23We could incur costs for regulated environmental matters
- 24Expectations relating to sustainability-related initiatives and considerations could expose us to potential liabilities, increased costs and reputational harm44% rewritten
Risks Relating to Financing and Capital Markets Activities
- 25A lowering or withdrawal of the ratings, outlook or watch assigned to our debt securities by rating agencies may increase our future borrowing costs, reduce our access to capital and adversely impact our financial performance76% rewritten
- 26The commercial and credit environment may adversely affect our access to capital51% rewritten
- 27Our financial performance could be adversely impacted by changes in market liquidity conditions and by customer credit risk on receivables39% rewritten
- 28Our results of operations and financial condition could be negatively impacted by our pension plans
- 29We are exposed to currency risk that can adversely impact our revenue and business
Risks Relating to Our Common Stock and the Securities Market
- 30Certain provisions in our Amended and Restated Certificate of Incorporation and Amended and Restated By-Laws and Delaware law may discourage takeovers and limit the power of our stockholders22% rewritten
Other Kyndryl Holdings 10-Ks
- FY2025 10-K risk factors26 risks
Kyndryl faces execution risks in achieving growth, profitability, and productivity objectives across its global infrastructure services.
Filed May 30, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.